Api Group Corp SEC Filings

Janus Henderson Group plc filed a Schedule 13G reporting a passive stake in API Group Corp (APG) common stock. The filing shows beneficial ownership of 22,228,439 shares, representing 5.3% of the class as of the stated event date. Janus Henderson reports 0 shares with sole voting or dispositive power and 22,228,439 shares with shared voting and shared dispositive power.

Within the group, Janus Henderson Investors US LLC is listed with beneficial ownership of 18,997,727 shares, or 4.6%, with shared voting and dispositive power and no sole power. The filer certifies the securities were acquired and are held in the ordinary course of business and not to change or influence control of the issuer.

APi Group (APG) VP & Chief Accounting Officer reported a Code G transaction on 11/05/2025, gifting 946 shares at $0. Following the transaction, the reporting person holds 11,170 shares directly and 846 shares indirectly via a 401(k) plan.

The filing also lists equity awards outstanding: Performance Stock Units of 5,765 (2023 PSUs; performance period 2023–2025, vesting 12/31/2025), 3,773 (2024 PSUs; 2024–2026, vesting 12/31/2026), and 4,592 (2025 PSUs; 2025–2027). Restricted Stock Units of 1,281 (vesting 2/27/2024, 2/27/2025, 2/27/2026), 1,678 (3/01/2025, 3/01/2026, 3/01/2027), 4,172 (1/01/2026, 1/01/2027, 1/01/2028), and 3,062 (3/01/2026, 3/01/2027, 3/01/2028).

APi Group (APG): Schedule 13D/A Amendment No. 8 filed by Sir Martin E. Franklin and affiliates updates their beneficial ownership and recent transactions. The filing reports 42,607,205 shares of APG common stock beneficially owned by Sir Martin (including Series A Preferred Stock convertible into common within 60 days), representing 10.1% of the class.

The position includes 25,538,631 shares with shared voting and dispositive power and 17,068,574 shares with sole voting power pursuant to a Voting/Proxy Agreement. Component holdings include 18,968,790 shares by MEF Holdings (about 4.6%), 543,362 shares by Brimstone (about 0.1%), and Mariposa’s 4,000,000 Series A Preferred convertible into 6,000,000 common plus 26,480 common (about 1.4% in aggregate).

MEF Holdings executed open‑market sales under a Rule 10b5‑1 plan: 300,000 shares at a weighted average $36.19 on November 3, 260,000 at $35.44 on November 4, and 340,000 at $36.09 on November 5. A Rule 10b5‑1 trading plan adopted on May 8, 2025 provides for the sale of up to 2,700,000 shares over time.

APi Group (APG): Director and 10% owner Martin E. Franklin reported open‑market sales of Common Stock pursuant to a Rule 10b5‑1 plan adopted on May 8, 2025. Transactions occurred on November 3–5, 2025 through MEF Holdings, LLLP.

Reported sales included 289,837 shares at a weighted average price of $36.17 on November 3, 10,163 shares at $36.78 on November 3, 260,000 shares at $35.44 on November 4, 252,122 shares at $35.97 on November 5, and 87,878 shares at $36.44 on November 5. Following these transactions, 19, - indirect holdings by MEF Holdings are shown as 18,968,790 shares, with additional indirect holdings of 15,252 shares via Mariposa Acquisition IV, LLC and 543,361 shares via Brimstone Investments, LLC.

The filing also lists Series A Preferred Stock held via Mariposa Acquisition IV, LLC, convertible into Common Stock on a 1.5 to 1 basis at any time, and automatically converting on December 31, 2026. The table shows 3,456,000 shares of Common Stock underlying the preferred.

APi Group (APG) received a Form 144 notice for a proposed sale of 900,000 common shares, reflecting an aggregate market value of $32,202,000. The filing lists Merrill Lynch as broker and targets an approximate sale date of 11/03/2025 on the NYSE.

The seller acquired 900,000 shares on 10/02/2019 via a Partnership Distribution from APi Group Corp. As context, 415,905,916 shares were outstanding. In the past three months, MEF Holdings, LLLP reported a sale of 1,200,000 shares on 09/02/2025 for $41,567,614.8.

APi Group (APG) reported stronger Q3 results. Net revenues were $2,085 million, up from $1,826 million a year ago, and net income rose to $93 million from $69 million. Diluted EPS was $0.20 versus $0.15. Gross profit increased to $652 million, while selling, general, and administrative expenses were $489 million.

By segment, Safety Services delivered $1,403 million and Specialty Services $683 million. The company executed a three-for-two stock split in Q2 2025. Operating cash flow for the first nine months reached $377 million (vs. $337 million), with cash and cash equivalents at $555 million and long-term debt at $2,753 million. APi completed eleven acquisitions year-to-date for total consideration of $214 million, adding $118 million of goodwill.

Remaining performance obligations were $3,594 million, with approximately 74% expected to convert within twelve months. The multi-year Chubb restructuring program concluded, leaving $13 million in remaining liabilities. Shares outstanding were 415,905,916 as of October 23, 2025.

APi Group Corporation furnished an 8-K announcing financial results for the quarter ended September 30, 2025. The company issued a press release on October 30, 2025, attached as Exhibit 99.1.

The information under Item 2.02, including Exhibit 99.1, is furnished and not deemed “filed” under the Exchange Act. The filing also includes the Cover Page Interactive Data File as Exhibit 104.

Martin E. Franklin, a director and reported >10% owner of APi Group Corporation (APG), reported a planned sale of 1,200,000 shares of APG common stock on 09/02/2025 under a Rule 10b5-1 trading plan adopted May 8, 2025. The Form 4 shows a weighted average sale price of $34.64 (range $34.46–$35.19three-for-two stock dividend effective June 30, 2025, the filing discloses beneficial holdings: 19,868,790 shares held indirectly by MEF Holdings, LLLP; 15,252 shares and 3,456,000 common-equivalent shares held via Mariposa Acquisition IV, LLC; and 543,361 shares held via Brimstone Investments, LLC. The Form 4 also explains that Series A preferred shares convert 1.5-for-1 into common stock and will automatically convert on December 31, 2026.

APi Group Corporation (APG) filed a Form 144 disclosing a proposed sale of 1,200,000 shares of common stock through Merrill Lynch on the NYSE, with an aggregate market value of $41,567,614.80 and approximately 415,888,477 shares outstanding. The shares were acquired as partnership distributions from API Group Corp on 10/05/2017 (951,025 shares) and 10/02/2019 (248,975 shares). The notice states there were no sales in the past three months and includes the required representation that the seller has no undisclosed material information.